I Will Remember
by xXSHADOWOLFXx
Summary: When Humphrey's longtime friend Lilly is captured by hunters he embarks on a quest to save her, but after all he goes through will he win Lilly's love and rescue her?  WARNING : Sad Ending, just a heads up.   I only own the rights to my own characters.
1. Chapter 1

**Prologue**

** A thick summer night blanketed Jasper National park as two wolves and their pups lay on the cool dew laden grass. They each savored the moment, taking in every sound and smell. Even though the sun had long ago set the air was still warm and slightly humid. The pups began to wrestle intensely breaking the calm silence.**

** "Knock it off you three this is no time for that." the mother ordered attempting to break up the play fight that continued and escalated. "If you don't stop this instant I'm not telling you a bed time story." she threatened. The pups froze their eyes widening to the size of dinner plates. They quickly apologized and settled down in the grass not wanting to miss a story time opportunity. **

** "That's better, now what one would you like to hear tonight?" she questioned giving a warm smile.**

** "The one about your brave friend, who saved you and dad!" they all screamed at once.**

** "Okay okay, I think your old enough to hear that one." she said pausing. "Where to begin, well it all started on a night much like this, warm and at the height of summer..." **

_**Chapter 1 : AN UNLIKELY PAIR**_

Soft moonlight filtered down through the trees as a young white and grey wolf picked his way cautiously down a sloping hillside. On any other day he would have taken the long, less dangerous way but today he was in a hurry. He bristled with anticipation, tonight was going the greatest of his life, or at least he hoped. As he approached the bottom of the hill he spotted a white wolf heading towards him.

"Humphrey!" she shouted trying to get his attention.

"Hey Lilly! Are you heading up to the Moonlight howl?" he questioned enthusiastically bounding towards her smiling.

"No Humphrey I'm going to visit my pet turtle." she countered sarcastically tying not to laugh.

"Your one funny omega." laughed Humphrey. Both wolves continued down the well-worn path towards the howling rock weaving in and out of the undergrowth. The sounds of the forest reverberated off of the towering trees. Jasper is beautiful this time of year thought Humphrey as he struggled to keep up with Lilly. The two wolves arrived at the base of the Howling Rock, which rose impossibly high above them.

"I guess I'll see you up there Lil." stated Humphrey. "Have fun!" He added making his way up the side of the rock leaving his friend behind.

"Bye Humphrey." whispered Lilly. She gazed around the crowd of other wolves looking for her older sister Kate. Instantly she found her chatting with a large group of alphas on the other side cliff, her golden yellow coat shining like a diamond. Lilly did not approach instantly though, she waited until it was only her sister and one eastern wolf.

"Lilly what took you so long?" questioned Kate as she hugged her sister. Lilly hung her head low, she hated standing next to Kate. She was beautiful and Lilly saw her self as not even close to that, and because Kate was an alpha she exuded authority and power. Something she knew Humphrey was attracted to. The red and white eastern wolf introduced himself as Garth, Kate's howling partner. He had the ideal build of a alpha male, brawny and muscular with emerald green eyes.

###

This was the most wolves Humphrey had ever seen at the moonlight howl, yet he still had not found a girl that caught his eye. His mind wandered back to earlier when he was with Lilly, he felt bad for just leaving one of his oldest friends there all alone. But She had been acting weird lately, almost as if she had taken a liking to Humphrey. Yea right he thought she's would never go for a wolf like me. Suddenly he was knocked onto the rock hard ground by a yellow blur.

"Got you Humphrey! Alpha one, Omega zero!" shouted Kate triumphantly.

"Hey I wasn't ready!" he responded as he spit out rocks and dust. "Kate um, I've been meaning to ask you someth-." but before he could finish a voice cut him short.

"Who's the coyote Kate?" a red and white wolf said in a mocking tone. She quickly introduced the two wolves.

"So Barf, I mean Garth." Humphrey corrected himself, but too his satisfaction saw the anger in Garth's face. "Kate tells me you're her howling partner." his voice almost giving away his disappointment, Humphrey's heart sank when she had first told him. He had hoped he would be the lucky guy that would get to howl with Kate. She seemed different to Humphrey, normally she would have loved the barf joke but instead it actually ticked her off.

"Humphrey can I talk to you alone for a minute." Kate sternly commanded pulling him behind a large outcropping. "What is your problem? Why are you trying to ruin this for me?" she demanded.

"Kate calm down, I'm just trying to watch out for you." he replied in a playful tone.

"Well Hum-phrey, for your information I do not need the help of one useless omega." Kate said with distain in her voice as she walked away, leaving the disheartened wolf to deal with the sting of her words.

In the distance Lilly watched as her sister pulled Humphrey aside. Even from far away she could tell Kate was mad and he was trying to calm her down. Kate always seemed to be getting angry at Humphrey, even for just being his own fun loving carefree self. Then suddenly just before Lilly thought she was going to rip his head off Kate turned a stalked back towards Garth. Humphreys head hung low as he began his decent down from the howling platforms. Lilly followed him to the river giving him enough space to be alone.

As Humphrey sat by the crystal clear water his ears perked up at the sound of pawsteps coming from behind him.

"Don't listen to anything my sister says, her opinion doesn't matter." Lilly pleaded as she sat down and nuzzled him. His heart skipped a beat, this is new he thought to himself.

"But what if Kate is right? What if I am just a useless omega?" he wondered sadly.

"It doesn't matter what she thinks Humphrey, what matters is how u see yourself" she replied smiling. Humphrey smiled back and turned to face her. He was met with two luminescent lavender eyes gazing at him.

"Wow" he gasped barely able to form words.

"Wow what?" she crooned innocently.

"Y-your eyes." he stammered. "They're beautiful." she giggled and moved in closer their noses almost touching. He could feel her heart beat, smell her scent which was similar to pine cones and hear her soft breathing. Sure the two had been close, being friends since they were pups, but they had never been this close before. They were lost in each others eyes, frozen in time for what seemed like an eternity.

"Thanks for believing in me Lilly, I think your the best thing for me." Humphrey whispered in her ear. He leaned in and softly kissed her cheek, she smiled at him and giggled. "And maybe." he continued. "We can howl at the moon? Since neither of us had the chance too?" he suggested meekly as he gave a huge smile. But before she could respond a voice called out from the trees.

"Lilly! Time to go home! Mom is going to kill us!" it was clearly Kate.

"Humphrey I'm so sorry." Lilly said, sadness filling her voice as she walked away. "But I promise tomorrow night we will howl together!" Before Humphrey could say goodbye she had already disappeared into the night leaving only her sweet scent.


	2. Chapter 2

**AN: So here's the next chapter kinda short but I'll upload another one tomorrow or something, hope everyone likes it. And I'm open to any suggestions or ideas on what i should do differently. Cheers.  
-xXSHADOWOLFXx **

_**A Day Too Late**_

The shrill call of a blue jay jolted Humphrey from his deep sleep disturbing his incredible dream of Lilly. Had last night also been a dream? No he reassured himself, Lilly's touch had been all to real. The thought of this made his heart soar, he had never felt this happy before in his entire life. Humphrey raced out of his den into the bright morning sun dodging over tree trunks and chasing the squirrels. When he finally reached Lilly's den he found it abuzz with activity, wolves were running back and forth shouting directions to each other. Humphrey spotted her father Winston, comforting her mother who looked extremely upset.

"What's going on here? Where is Lilly?" he questioned.

"Humphrey, Lilly and Kate are missing. They didn't came home last night." He answered in a grim tone. A pang of fear struck Humphrey's stomach, rising through his throat threatening to consume him. The world around him started to spin he couldn't think straight. Humphrey knew for a fact that Lilly left with Kate from the river, what stumped him was how they could have gone missing between there and the den. It wasn't possible. Lilly's mother began to cry snapping Humphrey back to reality. Winston claimed he had his best alpha's searching for the missing sisters but that was not good enough for the young omega. He said a quick goodbye to the distraught parents and bolted in the direction of the river. Humphrey's mind raced as he retraced his steps from the previous night. He had gone straight home after his encounter with Lilly and he hadn't seen anything unusual. As he rounded the last bend before the river he almost ran headlong into Garth.

"Have you heard about Lilly and Kate?" inquired Humphrey.

"Yeah I have. Winston ordered me to begin searching right away." he bragged.

"This is exactly why I was worried." Muttered Humphrey under his breath. Humphrey was able to convince Barf to let him join in the search under one condition, that he stayed out of his way.

They decided to follow Lilly's sent from the river, Humphrey was able to pick it up easily even though it was also mixed with Kate's. The duo chased the invisible trail crossing ravines and climbing the many hills that dotted the landscape when suddenly it began to rain. The torrent of falling water made it near impossible to track but the two lone wolves pressed on. Humphrey shivered from the cold wishing he had Lilly's warmth beside him. Every paw step he took was battle against his aching limbs, which were screaming, for him to stop. He willed his body forward against the howling wind that whistled through the trees. In his determined state Humphrey almost forgot about Garth. As he turned to face the way he had come Garth's ragged voice called from the distance.

"Humphrey I'm stuck I need help getting out!" his voiced filled with panic. Garth had become entrapped in a river of mud that was heading directly for a cliff. Without thinking Humphrey snatched up a vine of ivy and tossed it at Garth. He caught it in his jaws just as Humphrey began to pull vigorously. He dug his claws into the soft earth and fought with all his strength, straining to keep Garth from drowning. Humphrey's vision began to darken as he hauled Garth onto the shore. With all of his energy spent the tired omega collapsed unconscious onto the rain soaked ground.

Humphrey awoke to the thunderous sound of Garth's snoring. He quickly remembered the previous night and how he had saved the alpha's life before passing out. Then he remembered what he was doing here in the first place. Reality hit him like a freight train knocking the wind out of his lungs. He stood and stumbled towards the entrance of the cave that he had been sleeping in, determined to resume the search for Lilly. Since Humphrey had no idea of how much time had passed he was caught off guard by the blinding sunlight. A shimmering lake stretched out before him flanked on both sides by thick forest. Judging by the position of the sun Humphrey guessed it was about midday. He slammed his paws down in frustration; they were almost a day behind now.

"Great, just great! Were never going to find them at this rate, I don't even know where we are!" he yelled into thin air.

"The humans call it Lake Louise." Garth remarked as he stepped out of the temporary den. Humphrey slowly nodded absorbing the new information.

"But that's in Banff National Park." he said flabbergasted. "We've come that far?"

"Well _**WE**_ made it about half way before you passed out, I had to carry you the rest." Garth snickered.

"If you hadn't been an idiot and gotten yourself stuck that wouldn't have happened!" Humphrey shot back. A small rustle in the bushes instantly froze the wolves, halting the argument. "W-who's there?" Humphrey called into the distance. A pair of small red foxes strode from the shadows.

"We have three pups trying to get some sleep. Would you mind keeping it down?" The one on the right asked politely, obviously the mother.

"Sorry ma'm, we are just passing through." Humphrey replied hastily. "We're actually looking for two wolves, would you have happened to see them?"

"I saw a truck with 2 cages on the back pass by not too long ago." the one on the right replied. Humphrey's pulse quickened as he turned to face Garth.

"Are you thinking what I'm thinking?" Humphrey asked slowly as the reality of the situation dawned on him.

"Yeah…hunters.' Garth replied quietly, his voice echoing through the still forest.


	3. Chapter 3

LOST

Excruciating pain filled Lilly's head as a bump rattled her dark cage. She opened up her eyes, slowly taking in the surroundings. There wasn't much to see, Kate was squished up against her and the steel wall of the crate. She tried to recall what had happened, why she was imprisoned, the Moonlight Howl, Humphrey it all started coming back. Hunters had been waiting for Lilly, trapping her and her sister in nets and shocking them with some kind of gun. Kate tried to fight back but was quickly over powered by the six humans.

"Where are we Lil?" Kate groaned as she regained consciousness.

"We are defiantly not in Jasper anymore." Lilly replied calmly, struggling to keep from being smothered by her sister. It was hours before the truck they were riding in abruptly came to a halt. A door at the front of the cage slid open and a large pair of metal pincers grasped around the Omega's neck pulling her into the open. Night had just fallen and the forest was silent, save for the deep rumble of the trucks engine. A tall man with a scruffy beard wearing red plaid and jeans dragged the hapless wolf towards a small creek. Lilly took the opportunity and lapped up the water greedily to stave off her thirst. After a few minutes the man shouted and gave her a sharp kick to the ribs, Lilly yelped as pain lanced up her side. She fell in a heap on the ground whimpering, never in her life had she felt this much pain. Two other men picked up her motionless body and heaved it back into the cage.

"Lilly!" Kate cried as the door to the box slammed shut.

###

Humphrey sighed as he made his was up yet another hill. It felt as if they had been going in circles for past hour, every tree in this park looked the same. Garth swore that he knew where he was going but Humphrey was beginning to doubt him. They had ran well into the night and were beginning to tire, their pace slowing to a walk.

"Uh Garth you sure we're going in the right direction?" Humphrey asked timidly.

"Yes I'm sure, I'm a trained alpha I know what I'm doing unlike you." he snapped back. Humphrey rolled his eyes and dropped back a few feet, giving Garth and his ego some room. His thoughts soon drifted back to Lilly as they now always did. How her fur sparkled in the full moonlight and they way she smiled at him. He though back to a few days before that night, when he and Lilly had just finished Omega School.

"I really don't see how school could get more boring than it did today." Humphrey chuckled as he walked beside Lilly who seemed detached from the conversation. "You okay?" he asked concern showing in his voice.

"Yea I am." she answered quietly giving a half smile. "I just have a lot on my mind at the moment."

"Well maybe this will take your mind off of it." he suggested moving closer to her. "TAG! Your it!" he hollered quickly tapping her shoulder before shooting off into a field of white flowers. Lilly swiftly gave chase, barreling after him at breakneck speed. They zigzagged through the plants, Humphrey barely evading Lilly. As she closed in on Humphrey he suddenly lost his footing and tripped. Taken by surprise she rammed straight into her fallen friend. The two Omegas laughed uncontrollably until the dust settled. Lilly was lying on top of Humphrey, their noses touching. They stayed like that for a minute, together on a blanket of snow-white flowers. Garth's voice dragged Humphrey back to reality from his lucid memories.

"Humphrey, I think you should come take a look at this." he insisted. Humphrey nodded and followed the Alpha up massive ridge that protruded from the forest floor. They found themselves in the middle of a valley that was cut in half by a lengthy winding river. The two foxes told them to keep heading east towards the town of Banff, where the hunters would most likely go. Humphrey's eyes swept the valley but there was no sign of any town, or roads for that matter.

"Hate to break it to you Garth but I think we're lost." Humphrey stated.

"We can't be lost I have an impeccable sense of direction." Garth objected angrily.

"Do you see any town around here? No you don't be cause we are lost!" Humphrey fumed. Storming off into the trees he shouted over his shoulder. "From now on I'm leading." Humphrey really didn't have any idea of where he was going either, but he felt as if he needed to take charge. Following the valley proved to be the right idea because within an hour a small glow appeared on the horizon brightening with every step they took. By now Humphrey had lost Lilly's sent, this greatly frustrated him. Without it he was placing all of his trust on a small chance that the hunters may have stopped in the town of Banff, or that this was even the right town. Yet he had to take a risk or lose any chance of finding his lost friend. This thought puzzled him, was she still his friend? Or was she something more. Sure he liked her and that night by the river, the kiss... To him it felt like the right thing to do. As if at that moment, nothing else in the world mattered to him but those entrancing purple eyes. Since Humphrey had no family she was the only thing he had left. No one understood him like she did, no other wolf probably could. The late nights lying under the star lit sky talking about, everything that happened during the hectic days. Those are what kept the incisive yelling and bossing around from driving him crazy. She was a calm island in the middle of a raging sea churning with black water. Until that moment by the small stream Humphrey thought of her only as a friend, but then as she nuzzled him something clicked into place. All of this thinking was slowly wearing away at Humphrey as they approached a florescent green sign.

"Looks like you got us here in one piece." Garth mumbled pointing to the road sign, which read. Banff Town limits 2km. Humphrey ignored him and kept walking towards the lights.

"Hey what's your problem? Stupid Western dog! You have no respect!" he called after Humphrey.

"Because of you we took the longest possible way here and now we probably missed them!" retorted Humphrey. The two wolves were now circling each other snarling. Humphrey knew he wouldn't be able to take down Garth in a fight but that didn't stop the foolish Omega from Lunging at the Alpha. Garth reacted with lightening fast reflexes dodging the first attack, he countered quickly going for Humphrey's hind leg. He yelped in pain as the alpha's jaws ripped through his flesh. Ignoring the laceration, Humphrey tackled Garth into a lonely pine tree dazing him. The two wolves stood facing each other panting heavily.

"Okay, were even now. I'm sorry it came to this." Humphrey apologized between labored breaths. Garth shot towards Humphrey, shoving him down a steep rocky slope. His limp tumbling body bashed against dagger like rocks and small trees before coming to rest at the bottom, motionless. Garth peered slowly over the edge assessing the damage. A pool of crimson blood had begun to form around Humphrey.

"I told you to not to get in my way." Garth growled, as he turned and walked off into the night.


	4. Chapter 4

**AN : Hey everyone! Thanks for all of the awesome reviews they keep me motivated to write. Now this is where things might get a tad bit confusing but hopefully my writing is clear enough to get the message across.  
****-xXSHADOWWOLFXx **

**Just A Dream?**

Lilly let out a ragged cough as she struggled to breathe. It had been hours since they had stopped by the river and her condition was getting worse. Kate glanced over worriedly, making sure her sister was okay as she lay curled up on he cold metal floor. She softly sang a lullaby that her mother used to calm them down when they were pups. It worked, Lilly's breathing slowed down and she slipped into a deep sleep. This left Kate alone with her thoughts, she had never been this scared before. Scared for her sister's life scared for her own, worried she may never make it home. Now she was on the verge of tears but she held them back trying to be strong for Lilly. Her sister was lucky being an omega, having no responsibilities gave Lilly a lot of free time. Everyday Kate had a dozen jobs that needed to be done and by the time the sun went down she was exhausted, being an alpha wasn't all it was cracked up to be. Nonetheless Kate got up the next day and repeated her schedule again and again which didn't give her much time to lead a social life. For as long as she could remember the only friends she had were Humphrey and Lilly, but now they were growing closer and Kate was being pushed farther away. Which she didn't mind too much if Lilly was happy and most of the time Humphrey was driving her insane anyways. She was still affected by it though; it left her feeling utterly alone sometimes.

Kate thought things would change after meeting Garth at the Moonlight Howl, unfortunately he turned out to be a huge jerk who couldn't even howl. He threatened to turn the whole Eastern Pack against the West Pack if she didn't marry him. She would rather be thrown off of a cliff than marry that worm. Yet he frightened her, so Kate explained that she would consider it and would give him an answer in the morning. Garth agreed and left her trembling on top of the howling rock. Marry a nutcase or start a war that could last decades, either way her future looked pretty bleak. Lilly stirred slightly and raised her head opening her drowsy eyes.

"Humphrey...n-need find him, he...he's hurt." she moaned.

"Lilly I'm sure Humphrey is perfectly fine. He is back at, home..." she trailed off remembering that she may not ever see Jasper again. Lilly slipped back to sleep, back to her dreams. Kate followed suit and laid her head down trying to shut out the world as she closed her eyes.

Lilly had never dreamt like this before they never felt this real. She was soaring high above the clouds feeling the wind on her face, looking down on the jagged mountains springing up like teeth of a ferocious monster. A beam of light shot up from the forest, slicing through the night. Humphrey's voice called out to her like a whisper in the breeze. She glided gracefully towards the pulsing column of energy. As she drew closer Lilly saw the origin of the light, a lifeless body surrounded by blood.

"Humphrey no!" she screamed but nothing came out. Drifting down towards him tears formed in her eyes. As they dripped onto the injured omega's matted fur all of his wounds began to heal. Humphrey's eyes snapped open the moment she touched him causing Lilly to scream again.

"Lilly what are you doing here?" he asked taken aback by her sudden appearance.

"I should be asking you the same question Humphrey." she chided.

"Believe it or not I'm actually here to rescue you." he paused. "And I guess your sister."

"But what happened to you?" she implored.

"What this? Well, Garth seemed to think it was a good idea to push me down this here cliff. But this is nothing, luckily I didn't hit my head to hard. So I shouldn't be anymore messed up than I usually am." he joked flashing a smile. "But there is one thing I need you to do for me Lil'."

"I'll do anything." she begged pulling Humphrey in close out of fear of losing him. He wrapped his arms around Lilly and leaned towards her ear.

"I need you to wake up." he whispered softly.

###

Opening her eyes quickly Lilly sat bolt up right gasping for breath. She was in the middle of a dimly lit cave that was big enough for her to stand up in. Stalactites dripped droplets of water onto the cavern floor creating a light pinging sound. Lilly's mind raced, she had no idea of where she was or how she got here. Kate was nowhere in sight, she was all alone. Lilly attempted to stand but immediately toppled to the ground.

"Hey take it easy, you're going to get hurt even worse if you try that." a deep voice comforted. A large jet-black wolf stepped from the shadows moving towards Lilly. He had a slightly gaunt face with large grey eyes and scar just above his mouth.

"The name's Shade and don't worry about your sister, she's outside if you want to see her." he boomed, his voice reverberating off of the smooth walls.

"Lilly your awake!" Kate screamed embracing her sister who had just emerged from the darkness. Kate explained how Shade and his band of wolves had saved them from the hunters when they stopped to sleep. Lilly had no recollection of the event, not even the slightest memory but she did have a dream. A dream of Humphrey and how he had been hurt by, Garth. The name left a foul taste in her mouth. How could he do such a thing she thought, Humphrey is so innocent. After Shade had left to check on the other wolves Lilly told Kate about her dream.

"You expect that witless Omega to come rescue us? No offense but he'll die before he can get here." she scoffed.

"Would you rather it be Garth who finds us?" Lilly snapped. Kate made a disgusted face as she shook her head. "Cause he is still out there and he is probably looking for us, or more particularly you." Lilly finished, walking back into the cave leaving her alpha sister alone in the dark forest.


	5. Chapter 5

**AN : Sorry guys for some reason this part of Chapter 4 Didn't upload which is why it was kind of short. -xXSHADOWOLFXx**

###

Humphrey groaned rolling onto his back, face to face with a pair of glowing golden eyes. Startled Humphrey jumped to his paws, only to be brought down to his knees by a fiery unbearable pain.

"And I was starting to think you were dead!" a voice exclaimed.

By now Humphrey was able to hoist himself to a standing position giving him a chance to look around. A slender silver wolf sat across from him watching calmly as if she found injured animals on a daily basis. Carefully he examined himself to see the extent of his injuries. Parts of his fur were completely scraped away be the rocks exposing deep chunks of skin that were missing. Humphrey winced in pain as he tested to see if his back leg would support any weight.

"It looks pretty broken to me." the silver wolf said motioning at his leg.

"Wait, who are you?" Humphrey asked groggily

"I'm Kali!" the silver wolf explained excitedly. Humphrey raised his eyebrow trying to decide if he should trust her or not. Before Humphrey could say anything he doubled over into a fit of bloody convulsing. Kali offered to help him back to her den where he could rest for the day. Humphrey nodded wearily accepting the gracious offer. She talked non-stop the entire way to her place firing off an incredible amount of questions. As the pair passed a small puddle Humphrey glanced at his reflection. A large gash dominated his face and left it nearly unrecognizable. When they finally reached her den, which was perched precariously on a cliff top overlooked the town of Banff; Humphrey was about ready to kill himself. He didn't think it was remotely possible for one wolf to talk that much.

"By the way who is Lilly?" Kali asked. "You kept saying her name when I found you."

"Well it's a long, long story." Humphrey yawned as he stretched out on the cave floor.

"But I have lots of time and your not going anywhere in this state. Please tell me?" begged Kali settling down beside him. He let out a long sigh and began his story, including all of the details. He recounted the heroic rescue of Garth all the way up to when he had nearly killed him until now.

"You did all of that?" she asked awe struck. Humphrey nodded gazing out of the gaping hole that was cave entrance. Noticing that the sun had begun to set Humphrey's heart fell like a stone, four days, that's how long I've been away from Lilly he thought to himself. Humphrey excused himself and hobbled out of the den and onto the narrow cliff where he could be alone. Kali trailed right behind him trying to get more information. Quickly Humphrey spun around and glared at the silver wolf who was intruding on his privacy.

"Do you need something? He asked irritably. "Cause I've told you everything." He added exhaustion tugging at his voice.

"Um I was wondering if Lilly is your girlfriend?" Kali asked. Humphrey's mind jumped to Lilly considering the idea.

"Yeah, she is my girlfriend." he said smiling. Disappointed, Kali sulked back into the cave, leaving Humphrey to watch the sun sink below the snowcapped mountains.


	6. Chapter 6

**An Old Friend **

_**TWO MONTHS LATER**_

"You sure this is a good idea Kali?" Humphrey whimpered peering out from behind a cluster of garbage cans. "I thought you said we were going to _**CATCH**_ our dinner." A busy brightly lit street bustled with activity in front of their hiding spot, which was just out of sight in a dark alley. Humphrey felt utterly exposed and vulnerable without any trees or underbrush to safely take refuge in.

"Humphrey; you think Banff is bad? This is pups play compared to a bigger town." Kali reassured quickly motioning for him to follow. They wound their way through a maze of narrow lanes before coming to stop behind a building that reeked of rotten meat. Dumpsters lined the cracked brick wall surrounded by hundreds of black flies, Kali hopped on top of one sniffing curiously. In one graceful motion she flipped off backwards causing the metal lid to fly open and spill red meat onto the ground. Humphrey marveled at this unexpected acrobatic move.

"What are you waiting for? dig in!" she yelled before devouring a piece of bloody steak. Following suit Humphrey grabbed the nearest hunk of meat and began to pig out. Finally when both wolves had their fill they took cover in an abandoned shed to rest before heading out. The shed was extremely small, barely big enough to fit one wolf let alone two. Kali snuggled up beside him and started stroking his fur humming to herself.

"I was thinking maybe when we get back the den, we could have a little fun." she whispered kissing his neck.

"Whoa-whoa, Kali what are u doing?" Humphrey demanded pushing her away.

"Oh Humphrey c'mon give it a rest, it's been 2 months and you still haven't found her. It's time to move on." she coaxed seductively running her paws across his back. Humphrey pondered this for a moment, they indeed had searched non-stop but could find no trace of Lily or Kate. That coupled with the fact they had not seen Garth again either troubled the Omega. Humphrey swore that if he saw that pitiful excuse for a wolf again the alpha would not be leaving on all four legs. Over the last 8 weeks Humphrey had grown accustomed to Kali's company, he learned that she had been abandoned as a pup and left to fend for herself. She was a gifted healer and had a knack for finding food in the most unlikely paces. If not for her Humphrey would have died from the wounds inflicted by Garth. The two wolves relied on each other to survive the long months of winter, which was now in full swing. Tilting his head towards Kali Humphrey looked into her golden eyes.

"I know Kali...it's just." he paused. She gazed at him intently with an innocent look; he swallowed hard and continued. "I like you Kali. And I don't know where I'd be with out you."

"Most likely dead!" she smirked laughing uncontrollably. Humphrey nodded his head in agreement and joined in on the laughter. That was one thing he liked about Kali, she always was able to cheer you up no matter how bad you felt. She obviously had feelings for him but Humphrey was not sure he felt the same way. Late at night he would wake with a cold sweat after being wrenched from yet another dream of Lilly, she was all he could think about at times.

"But I'm not sure I can move on just yet." he said softly. Kali lowered a paw onto his shoulder.

"Humphrey, I know it's hard but you'll get through it. Your tougher than you look." she smiled.

"Gee thanks." Humphrey grinned back at her. "But maybe we should get going?" he suggested getting to his feet. Suddenly the sound of howling wolves and gunshots coming from the street filled the air. Kali leapt onto the shed roof and began to scale a rusted fire escape that clung to the side of the building. Humphrey rushed after her, which would have been impossible if she had not taught him how to climb. When he at last he reached the top a gruesome scene unfolded before him. A pack of about 25 wolves limping and covered in bright red blood raced down Banff Avenue dodging cars and running along the side walks. Frightened humans screamed in panic and scattered to the sides of the streets. Two Park Ranger SUVs chased after the wolves like a carnivorous beasts chasing down their prey. Humphrey leaned over the roofs edge to get a closer look at the white wolf that was leading the pack. Just then a bullet slammed into the ledge he was standing on blowing a good portion away. Humphrey lost his footing and plummeted down into the chaos below. His fall was broken by a large stack of garbage bags. After pulling himself out he shook off the dust and began to head in the same direction as the wolf pack. Blood stained the snow turning the street dark red. The bodies of dying wolves lay everywhere the life ebbing from their eyes. Humphrey turned his head and charged forward, there was nothing he could do for them. He followed the trails of blood to the edge of town where they plunged into the darkness of the trees. He let his eyes adjust then continued forward deeper into the inky blackness. The sound of voices reached his ears as he approached the edge of a wide clearing. Not wanting to be seen he stuck to shadows and kept a low profile while peeking through the bushes. Moonlight spilled onto the snow covered ground bathing the terrain in an eerie glow. The wolves clustered around a large rock that the white wolf was standing on. She lifted her head, revealing two bright lavender eyes. Humphrey's breath caught in his lungs, making him dizzy. It couldn't be Lilly he tried to convince himself, apart from the eyes and fur she looked completely different. Her hair was short like Kate's, she even held herself differently standing up straight with her shoulders back instead of leaning over. Her voice had changed slightly too, now it was strong and commanding instead of timid and quiet. He almost didn't believe what he was seeing until she spoke.

"Is everyone okay and accounted for?" she asked the mass of wolves.

"Lilly! Kodiak is still missing." a voice answered from the crowd.

"I'm right here no need to worry!" a steel grey wolf shouted as he padded over towards the group. Lilly sprung down from the rock and threw her arms around him.

"Don't scare me like that." she pleaded kissing him. "I love you and I can't lose you Kodi." By now Humphrey was about ready to throw up in his hiding spot. None of this made any sense to him his emotions welled up inside sadness, anger and jealousy clouded his vision. Lilly must have heard Humphrey because she yelled into the trees.

"Who goes there? Show yourself!" she demanded. Humphrey slowly strode from the trees into the clearing.

"Humphrey your alive!" she stated taking a step towards him.

"Is he a friend of yours?" The wolf named Kodiak asked.

"No...I'm not her friend, I'm no one." Humphrey murmured. He sprinted towards the trees not looking back, not stopping until reaching the dim lights of town. With no idea of where to go Humphrey collapsed on the ground whimpering. In one swift stroke the last shred of his old life was snatched from his grasp, leaving him an empty shell. He felt nothing, not the snow on his paws, the light wind through his fur...he felt only a void where his heart had been.

"Lilly...no..please, what happened?" he asked, looking to the moon for answers. A voice called out behind him; it was Kali. Humphrey quickly wiped his eyes and turned to face her. Their eyes locked momentarily, hers shining gold like liquid honey warming him slightly.

"Humphrey are you okay?" she asked concerned.

"Depends how you define okay." he replied lowering his gaze. Kali shivered from the harsh wind that was pounding them from the north. Humphrey moved in close pressing against her side, burying his face into her fur. "I think your right, it's time to move on."


	7. Chapter 7

**AN : This chapter should fill in the confusing gaps of chapter 6 which I apologize for I probably should have thought that one through some more. Yes this is the last chapter kind of an abrupt ending I know, but I never intended on this story being too long anyways and i had some writers block. Let me know if you think I should write a sequel to this focusing mainly on Lilly. -xXSHADOWOLFXx **

Chapter 7

Lilly was still shaken by the surprise appearance of Humphrey as she lay beside her mate Kodiak. In the dark his strong steady breathing calmed her restless thoughts. Shortly after they had been taken into Shades pack he fell deathly ill naming Kate his successor because she was the one of the only alphas left to take his spot. Her first decision as pack leader was to head back to Jasper and back to their old lives. Everything was going great for Lilly until Kate's hunting accident. The stampede happened without warning and Kate became caught in the middle. She clearly remembered her sister's scream, her cry for help. She remembered the sickening crunch of bone as the caribou trampled Kate. She remembered the feeling of warm blood that gushed from the wounds she sustained. She remembered the feeling of helplessness as she watched Kate slip away from her. But most of all she remembered the words her sister spoke before she died.

"Lilly...I name you the next leader of the pack." She whispered.

"But Kate." Lilly protested as she cradled her beloved sister.

"I have faith in you sis'. You should too." Kate said with her last breath.

That day would be forever etched in Lilly's mind. But somehow through the haze of sorrow and loss a light shone through the darkness, his name was Kodiak. He filled in the empty space that was left by the loss of Humphrey and her sister. He defended her and the pack fiercely willing to give his life for their safety. Kodi was absolutely unequivocally fearless, nothing not even a thousand bears could phase him. Yet he had always had a soft spot for Lilly since the day they met. No matter what you asked of him he would do it without questioning. He was talkative and out going but would never interrupt you no matter the importance of the subject. Putting the good of the pack first was what he did best, better than any wolf she had met, save for her sister. Sunlight peeked through the entrance of the den signaling the start of the day. As she stood preparing to leave the den Kodiak twitched in his sleep. She smiled and kissed him on the cheek lightly so as not to wake him even though she longed to see his dark green eyes.

"Humphrey...I'm sorry." she whispered setting off to begin her first round of boarder patrol. Wolves all around her were beginning to stir from their slumber emerging from dens nestled in the cliff side. She took a quick head count only to find they had lost six wolves last night. Hunters had been chasing her pack for the last week posing as park rangers, they had killed close to a fourth of the pack.

"Lilly wait up I'm coming with you!" Kodiak shouted as he sprinted towards her.

"Kodi you should be sleeping." Lilly chastised him.

"Don't you want some company?" he asked, playfully nuzzling her. She let the question hang in the air for a moment.

"Of course I do meat head it gets boring out there." she grinned nipping his ear. Smiling Kodi kissed her cheek.

"I love you Lilly, I always will, I promise you."

Humphrey cautiously eyed the piece of meat Kali had thrown in front of his paws.

"Eat please..." Kali encouraged. "You're going to starve if you don't." Without answering Humphrey curled into a ball and closed his eyes, a tear rolled silently down his muzzle. Kali shook her head sadly and padded out of the den. Humphrey wished with all of his might that this nightmare could come to an end. Every aspect of his life he had given up too find Lilly, was for nothing. He felt like a complete failure. The world seemed darker now as if their could be absolutely no joy in it. Humphrey loved her, he knew it from the bottom of his heart but now he would never have the chance to tell her. Trying to clear his thoughts Humphrey took a deep breath. He could smell the fresh meat that he refused to touch but also something else. To him it smelt like the forest after a rainfall, but he knew it was Kali's scent. He took a small bite of juicy red meat and chewed thoughtfully planing what to do next. After much deliberation Humphrey decided the best thing to do was fix things with Lilly. When Humphrey asked Kali to accompany him she agreed instantly claiming that he wouldn't last more than two minutes without her.

"Kali You don't have to come, really it's okay." he said sullenly gazing into her deep gold eyes.

"Not a chance Humphrey, I'm here for you." she replied nuzzling his neck. Humphrey returned the nuzzle and kissed her softly. Together their eyes glinted in the rising sun that cast a mosaic of colors across the valley below. Finally they broke apart and began to head side by side down the narrow winding path in search of Lilly and her pack.

Snow had begun to fall by the time Lilly and Kodi finished patrolling the boarders.

"Could we stop and rest for a minute?" Kodi inquired as they approached a small winding creek. Lilly nodded and wondered towards the water for a drink. "Wait Lilly, I'm actually not tired." he confessed.

"Then why did you want to stop?" she asked confused.

"There's...s-something that, I wanna to ask you." he stammered. "What...what do you think of pups?" Lilly gave him another confused look. "Our...pups, starting a f-family with me." he finished. Lilly said nothing, but instead leaned forward to kiss him. He moved in to meet her muzzle, and her heart began to beat faster as he returned her kiss. She lovingly nuzzled Kodiak's face and took in his scent mixed with the cool winter air and the smells of the forest. His eyes sparkled as he gazed at Lilly. She closed her eyes and whispered in his ear.

"Yes..."

Humphrey was absolutely miserable as he and Kali approached the packs territory. Nature laughed at his misfortune by gusting him with high winds, forcing the wolves to a walk headlong into the gale. Slowly but surely they approached the clearing they had seen the previous night. With each step Humphrey stomach filled with dread. He had no idea of what to say to Lilly because so much had changed. They were no longer simple omegas but played a different more important role in the lives of others. He glanced over at Kali before heading out into the open, she flashed him a reassuring smile. With his confidence renewed he stepped from the cover of the trees. Before he had a chance to look for her a massive explosion ripped through the clearing setting the trees ablaze. Fire spread rapidly preventing any wolf from escaping the death trap. Humans armed with menacing guns stormed from the flames shooting in every direction. Panic seized his brain sending his senses into over drive telling him to flee from the danger. A few wolves sprinted past him their grime covered faces streaked with tears from the acrid smoke.

"Where's Lilly?" he called after them. None of them answered but as if on cue she burst through the haze smashing into the surprised Omega.

"Humphrey! What are you doing here?" she asked coughing from the smoke that now completely surrounded them.

"I came to fix our friendship!" he yelled over the roar of the fire.

"I'm glad you're here but we have a slight crisis on our hands!" she screamed back at him.

"Yes we do have a crisis here don't we!" a voice shouted from the smoke, a voice Humphrey knew all to well.

"Garth." Humphrey growled as the red and white wolf stepped from the smoke.

"How dare you show your face around here, you monster!" Lilly spat at Garth.

"Don't worry Lilly this doesn't concern you I just came to finish off Humphrey. Something I should have done a long time ago!" Garth screamed in a fit of hysterical rage.

"Your crazy!" she snarled taking a step towards him.

"No, I'll handle this." Humphrey said firmly as he positoned himself in front of Lilly.

"Oh so useless omega can speak! Well done Humphrey." Garth mocked.

"Humphrey you don't have to do this lets go!" protested Lilly as she tugged on Humphrey's fur.

Humphrey barred his teeth and readied himself for a fight. "Alright Kali time to see if those sparing lessons pay off." He thought to himself. Adrenalin coursed through Humphrey's veins as Garth sprung at him. Humphrey was able to side step the attack and donkey kick the alpha's face.

"Not so useless now am I." Humphrey said as Garth rose to his paws. The two wolves continued to battle as the fire raged around them shooting sparks into the air. Both wolves tired quickly from the heat and in on last desperate attempt to end the fight Humphrey went for Garth's neck. Humphrey's bite hit home and his teeth sunk into the Alpha wolf's fur. With a strength he did not know he possessed, Humphrey spun and threw Garth through the air and into a burning log a few feet away.

Garth lay on the ground gasping for breath unable to get up and continue the fight.

"Humphrey leave him he's not worth it!" Lilly said hurriedly.

He nodded in agreement. Without warning a bullet ripped through Humphrey's shoulder spattering blood on the white snow. Yelping in pain he fell to the ground causing Lilly to call his name. She lay beside her long lost friend tears streaming down her muzzle, willing him to get up.

"No Lilly you go, get outta here I'll try and hold them off." he croaked pointing to a small opening in the wall of fire.

"What about you?" she cried. "You won't survive!"

"I know but if I did I'd be in a world were I could never be with you." he replied through gritted teeth. "And that's not much better than being dead."

"Humphrey I'm so sorry." she sobbed pulling away from him.

"Don't be sorry just live Lilly, not for me...for your mate. He needs you way more than I do." he coughed. "If you every go back to Jasper just make sure you tell them...I found you." Lilly nodded slowly and made a break from the gap in the flames. She turned and gazed at her friend for the last time, as Humphrey looked back at her he smiled. "I love you Lilly." he mouthed as the flames engulfed his frail body.

###

Epilogue

The summer moon was now at it's peak as Lilly finished the story. The pups stared at their mother, eyes filled with amazement and awe.

"Humphrey did all of that for you? He really was a good friend." one of the pups yawned as he stretched.

"Yes...yes he was Shadow. The best Anyone could ask for." she stated. "Now off to bed, and take your sisters with you." As the trio hiked up to the den grumbling to themselves Kodiak nuzzled Lilly's neck softly.

"It must be hard for you to recount all of the things that happened." he sympathized.

"It is." she whispered. Kodiak pressed in close and kissed her cheek.

"Well you'll always have me, don't forget that." he smiled as she truned to face him, her eyes were red from crying.

"I should have stayed and helped him." she sobbed.

"Lilly, the only thing you can do now is remember and tell his story. That's how he will live on." he comforted her.

"I will Kodi." she said gazing up at the luminescent moon. "I will always remember."


End file.
